


The Amazing Spider-Man 3: Legacy

by di0zapeeRc



Category: Fantastic Four, The Amazing Spider-Man (Movies - Webb)
Genre: Alternate Origin Story, Bisexual Peter Parker, Canon Continuation, Canon Gay Character, Grief/Mourning, Multi, Other Additional Tags to Be Added, Team Up
Language: English
Status: In-Progress
Published: 2019-02-20
Updated: 2019-03-12
Packaged: 2019-11-01 06:15:25
Rating: Not Rated
Warnings: No Archive Warnings Apply
Chapters: 4
Words: 15,560
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/17861894
Author URL: https://archiveofourown.org/users/di0zapeeRc/pseuds/di0zapeeRc
Summary: Peter Parker has lost everything, it seems. His parents, his uncle, Gwen, the life he thought he wanted. He considers hanging up his mask forever - until what appears to be a conspiracy draws him back in, followed by the return of an old friend. His past comes crashing back in, threatening to overwhelm him completely. What he thought he'd lost forever, might not be so far gone. But can he trust himself to make the right choices? Life has a way of showing you what's worth fighting for, after all - and just maybe he doesn't have to fight alone.





	1. Life goes on - whether we want it to or not

_“It’s easy to feel hopeful, on a day like today. But there will be dark days ahead of us, too. There will be days where you feel all alone, and that’s when hope is needed most. No matter how buried it gets, or how lost you feel – you must promise me that you will hold on to hope. Keep it alive. We have to be greater than what we suffer. My wish for you is to become hope. People need that. And even if we fail, what better way is there to live? As we look around here today, at all of the people who helped make us who we are, I know it feels like we’re saying goodbye, but we will carry a piece of each other into everything that we do next – to remind us of who we are, and of who we’re meant to be…”_

The fabric feels oddly foreign in his hands, like he’s never held it before.

It’s been about six months. Six months since it all: since he hung up his mask, since he killed her – since the life he used to want ended for good.

Her words echo in his head, reverberating off the never-ending emptiness she left. He knows she’s right. He knows he has to do what he’s best at. He knows that he was set on this path for a reason, and that she would want him to get back out there and be the hope the city needs – but she needed him, and he let her down for the last time. So, what does anything even matter anymore? The city didn’t need that much saving before he was Spider-Man. Let the boys in blue do their own jobs for once.

“Peter?” comes her voice, after a soft rap on the door.

“Just a second!” he calls back, flinging his mask back into his closet, and rearranging his face into a more presentable façade.

“Oh, Peter, we’re out of milk!” May calls through the door. “I forgot to get some on the way home. Can’t you swing by the supermarket, please?”

Her choice of words never fails to give him chills.

“Uh, yeah! Sure! I’ll go in a minute.”

He hears her shuffle back down the hall, probably to go camp out by the TV with her knitting. He sighs, wishing he never had to leave his room ever again.

“ _I am here live on Park Avenue and 56th Street, where it is complete chaos. A man in some kind of weaponized, armored suit is wreaking havoc on midtown!_ ”

Peter’s head snaps up and around to his television screen. Sure enough, a metal rhino is emptying machine gun clip after machine gun clip into as many people and law-enforcement vehicles as it can. As he watches, a little kid in a Spider-Man costume runs out into the street, facing off against the mechatronic animal fearlessly.

Peter’s reaction is automatic. He only really catches up with himself when he’s touching down on the asphalt, behind the kid. Some part of him feels like it’s still sitting on his bed, staring listlessly at the carpet.

“Hey, Spider-Man,” he says.

The kid, having donned a mask in the meantime, turns to face him. Just as quickly, the mask comes back off.

“I knew you’d come back.” The smile on the little one’s face thaws at Peter’s heart painfully.

He tries to shake it off as he levels with the kid. “Yeah. Thanks for stepping up for me. You’re the bravest kid I’ve ever seen.”

Peter can’t help but smile, then, too. The kid smiles back, content.

“I’m gonna take care of this jerk. You go take care of your mom, okay?” He holds out a fist for the kid to pound. “Alright, get outta here. Go. Go!”

A policeman whisks the kid away, to a teary-eyed, terrified woman straining against the barricade. Peter hops lightly onto the roof of one of the wasted vehicles. Another cop tosses him a megaphone.

“YOU FIGHT ME? YOU FIGHT ME NOW? HUH?” the nut inside the rhino suit calls out, lifting his front paws defensively.

Peter clears his throat behind the megaphone. “On behalf of the fine people of New York City and real rhinos everywhere, I ask you to put your mechanized paws in the air.”

“NEVER! I CRUSH YOU, I KILL YOU! I _DESTROY_ YOU!” this guy’s heavy Russian accent, comical the last time, now just grates on Peter’s nerves. He is going to make short work of this.

“You want me to come down there, so you can kill me?” The megaphone gives slight feedback.

“YES.”

“I’ll be right there.” He does a few warmup stretches, tossing the apparatus. Sighing again, and feeling the old adrenalin slur its way through his veins, he says, “There’s no place like home.”

In front of him, the Rhino charges, firing off three short-range missiles. Peter makes short work of them by webbing up a manhole cover. It serves both as shield and driving force for forward momentum. With it, he takes the Rhino’s horn clean off.

“So,” Peter says, swinging the manhole cover around to nail the Rhino in the side of the head, “in a fight…” The metal disk lodges firmly in there. “…between a rhino and a spider…” Peter flips onto the cover and starts jumping on it, trying to cleave a hole in the metal. “…spiders are supposed to be the underdogs.” He stops his jumping for a second to cringe at the unintentional pun. “But this ain’t a fair fight, either, buddy.” With a last drop, the manhole cover thumps hollowly onto the asphalt, leaving a huge tear in the side of the Rhino’s head. “For one, you just blabbed out your nefarious plan.” Peter sticks his arm inside the hole he made and feels around. Finding purchase on something soft and fleshy, he yanks back, hard. “And for another, this is the crappiest suit I’ve ever seen. You couldn’t squash an ant with this. Did you make this? Listen, I know a guy… Suits are kinda his specialty. Owns a tower downtown. Maybe you’ve heard of him?”

Dangling from Peter’s right hand is the Russian nut. Peter keeps him at arm’s length, because he reeks of BO and rust. The guy sounds like he’s cursing, but, to Peter, most Russian sounds like cursing. They’re stuck to the side of a building, because without the guy, the rhino suit went down. With an almighty heave, Peter tosses the guy into the air and cocoons him in webbing, before hanging him lightly from a nearby lamppost.

“Better luck next time, pal,” Peter says. He breaks into a run, shoots a string of webs at an office building and leaves the cheering crowd behind fast.

Everything, all the motions and the banter and the roar of the crowd, all seems so automatic, so distant. Like he’s playing a videogame he’s played a million times. The suit against his skin feels stifling and unnecessarily tight. He aches to go home and take it off and lie face-down on his mattress, listening to the most miserable playlist he can find. Maybe he’ll be numb enough by dinner not to taste the meatloaf May is most definitely making. It is Thursday, after all.

Wait.

It is Thursday, right?

Peter rounds a corner, and swings by the cleanup vehicle transporting the debris from the fight somewhere offsite to dump it. He can’t help but wonder at the shoddy workmanship. It’s basic mechatronics at best – the operating system probably doesn’t even run on AI. Very lo-fi, very badly executed. This guy might not be the brightest, but surely he didn’t really think he would take Peter down with this?

For a second, Peter considers switching on the police scanner, but then he spots a family grocer across the street and remembers what May said about the milk.

The guy behind the checkout counter tries to give him the milk for free, but Peter dumps money on the counter, anyway, before ducking back out. The little bit of excitement has exhausted him. He’s ready for that pity party now. He turns back up the street and makes his way home, dangling the plastic bag from his one hand.

 

Johnny Storm is tired, too. Tired of hiding, tired of all Reed’s stupid experiments, tired of his sister’s dewy-eyed expression whenever she watches Reed execute these experiments, and, most of all, he’s tired of being everyone’s favorite guinea-pig-slash-punching-bag.

“Come on, Hothead! You’re not even trying!” Ben Grimm calls down the length of the room.

Johnny, having spent the last hour lazily tossing flame balls at the rocky giant, flames off and goes to lie flat on his back, on the floor.

“You’re right,” he mutters to himself. “I’m not trying.” He closes his eyes.

His self-imposed time off is short-lived. Thuds of monumental magnitude become louder in his direction, and he opens one eye to see a grim (he smirks) Ben trudging his way. Johnny sighs.

“Can’t we just take a break? What are we even training for? It’s not like Reed or Sue will ever let us leave to go use our so-called ‘gifts’.”

Ben towers over him, casting a large shadow which Johnny is actually grateful for, because it means he doesn’t have to stare up into the fluorescents.

“At least when we keep busy, I have less of an urge to crush you for being such a whiner,” Ben’s voice like a landslide trickles down to him.

“Crush me anyway. I’m so bored, I set myself on fire to feel joy.”

“Johnny, we talked about the nihilistic jokes.” Sue comes padding in, thumping much lighter than Ben.

He pushes himself up onto his elbows. “Who’s joking?”

She ignores him and turns to Ben. “Wanna do some functional training, big guy?”

Ben smiles. Or Johnny thinks he smiles. It’s hard to judge facial expressions when the face you’re looking at is like a backroad pothole. He gets to his feet and heads for the door, considering going to annoy Reed into giving him something to fix.

He takes two steps and then smacks his forehead into a solid, seemingly nonexistent barrier.

“You’re not funny, Sue!” Johnny calls over his shoulder.

“You could use some training, too. You’re the most lethal of us all, baby brother.” Her voice is slightly challenging.

He hates being called ‘lethal’. He hates it enough to wish his own fire could burn him to ash. Shaking himself, he puts a hot hand to the forcefield and burns clean through it. He leaves the gym a second later.

Johnny lets his subconscious guide him, lost in his own torrid thoughts. If he could just get out of the building, just for a little while, maybe his mood would improve. But he’s always stuck here. Forever confined by the very walls that have now become as familiar to him as the recesses of his mind.

It’s his fault.

Sure, he could blame Sue, too, but all that would do is alienate the last living family member he has left. She isn’t this hard on herself, so why should he be? He’d just really like to know what purpose training serves if Reed is looking for a cure. This makes absolutely no sense, and all it does is remind him again and again of everything he lost – of everything he can no longer lose, no matter how badly he wants to.

He remembers it like yesterday. He doubts he’ll ever be able to stop recalling it in perfect detail. He was fifteen, in his freshman year at Midtown, with his best friend at the time, Peter Parker, and Peter’s then-boyfriend, Harry Osborn. They were outside, eating lunch, like any other day, when they felt it. A slight tremor. Easy to dismiss it as nothing more than an asphalt mixer backing up. Peter was telling him about this lock mechanism he wanted to put on his door, one he designed himself. He could have been reciting a shopping list and Johnny would have smiled like an absolute idiot. He peppered his friend with questions enthusiastically, much to the chagrin of Harry, who looked like he’d rather eat his iPhone than listen to one more second of this conversation.

“Sorry, babe,” Peter smiled. “It’s your fault for dating a nerd.”

“It’s my fault for not being one,” Harry returned, giving Peter his sly, enticing smile. A smile that’d gotten Peter into plenty of trouble in the past.

Johnny tried not to look too put off. Instead, “Hey, Pe–”

The tremor shook them. It made their lunch trays rattle on the tabletop. Peter’s Coke sloshed a little over the side. Harry jerked out of the way, for fear of getting any on himself. Johnny tried not to roll his eyes. Harry’s lavish perfectionism used to get on Johnny’s last nerve. As it was, the tremor passed, and it was only as they were leaving their first hour after lunch when Johnny saw her.

“Sue?” Her face was pinched, anxious. She looked like she was staving off a panic attack with great restraint. She’s prone to them, her medication helping her manage, but not taking them away.

“What’s up, Sue!” Peter said brightly.

“Johnny, we have to go. There’s been an accident. Dad…” She took a deep, shuddering breath.

Johnny, on full alert, took her by the elbows. “Breathe, Susie. In for five, hold for six, out for seven.”

They stood there, letting her breathe for a while. Peter glared at anyone who came close, until they left.

“I already signed you out,” she said, after a minute. “I’m here with the bike. Come on.”

The desperation in her eyes is enough to chill Johnny’s spine at the memory, to this day, six years later.

They sped through the city, Peter’s promise to get his homework for him the last words he ever heard his best friend say. Sue knew all the shortcuts, but even though they never stopped once until getting to the Baxter Building, it still felt like they were on the road for an hour. If that’d felt slow, though, nothing compared to what it felt like to run through the fire raging out of control when he realized his father was still in there.

Johnny tore off, directly into a wall of flames.

“JOHNNY!” Sue’s voice ripped through his head, lodging into his bones like physical pain. Somehow he knew, but he refused to let it stop him.

The fire licking at his skin felt like feathers. The smoke made it hard to see if he was suffering any burns, but as long as he felt able, he kept running. At some point, swiping wildly through smoke and ducking under fallen debris, he felt a presence at his elbow. Sue was there, which almost made him hesitate, but the determined set of her face and her tenacity to keep up with him kept propelling him forward.

They finally rounded a corner, the fire pretty much deafening at this point, and burst into their father’s lab. Johnny’s suspicions were confirmed. They found him burnt to a crisp, his body unrecognizable, save for the pendant in his hand. The selfsame pendant Sue now wears around her neck. A piece of pure, faultless diamond, twined inside a spindly, pure platinum casing. It’d belonged to their mother, or so their father had always said. He let it fall from his fingers, tears blinding him.

Sue didn’t cry. She never cried. She put the pendant around her neck and started looking for a way back out. Her breathing was picking up fast, but she was single-mindedly focused on their escape. Johnny, in all honesty, didn’t want to leave. He didn’t want to be there, either. Honestly, he still can’t really figure out what’d sent him running into the blaze for his father in the first place.

“JOHNNY!” Sue screamed to be heard over the roar of the blaze. “JOHNNY, WE GOTTA GO. THIS PLACE IS COMING DOWN.”

 _Just leave me_ , he thought. _You go, Susie. Get outta here!_

“JOHNNY, YOU GOTTA GET UP! COME ON! WE _HAVE_ TO GO!”

She shoved at him to move, to stand, to save himself. He didn’t want to. He finally got to his feet when the most peculiar sensation coursed through him – like he wasn’t fully in control of his own body.

But it was too late.

A shriek of metal and the thunderous grinding of stone announced that the ceiling was officially caving in. He tried to grab for his sister, but she shoved him back and got on top of him, shielding his body with hers. That’s the last thing he remembers from before the impact.

He came to in a cell the next day. An actual cell. They hadn’t even given him a bed. He was just lying on the floor, naked.

“Johnny?” came Sue’s voice, but he couldn’t see her. He wondered if maybe she was speaking over some kind of AP-system.

“Sue?”

“You’re awake! Johnny, we have to get out of here.”

He sat up. We? Where was she?

“Sue, where are you?”

He felt a hand, warm and familiar, press to the side of his face. He froze.

“I think I have a pretty good idea what dad was working on before…” Her voice was quiet, heavy.

Johnny enveloped her invisible hand with both of his. Lifting it to his face, he kissed it. He could feel her move around him, then; coming to sit next to him. He pulled his legs up to cover as much of his nudity as he could, wondering why the hell he was naked.

“You burned off all your clothes,” Sue read his mind, like she’s always been able to do.

“Right… The fire…” He scrubbed a hand down his face, tired.

“Fire, yes, but not the one from the lab. Johnny,” Sue’s voice was hesitant, “I think we’re mutants.”

He turned to make a face at the empty air. “Again with the “we”. I’m not the one invisible, Susie.”

It’s like he could feel her roll her eyes. “Why must you be so… _obstruent_?”

“I don’t know. I reckon I got it from you.”

“I am only invisible to be here with you. I snuck out of my cell. I’m as naked as you are.”

He jerked back. “Gross! What if something happens, and you get visible again? This is weird, Sue.”

“You catch completely on fire, burn at temperatures the sun will never even know, but I’m weird for wanting to be with my dumbass kid brother after our home and father just went up in flames?” He could just imagine the expression on her face, her eyebrows raised and her stare judgmental.

They’re quiet for a while. Johnny’s head felt like it was going to explode. Too much happened in too little time. He hadn’t even had a chance to figure out how he felt about his father’s death yet. Grief would have been normal – if he was actually sad. The thing is, his father had always treated him with not a little contempt, like he resented Johnny’s existence. Johnny can almost convince himself now that it was because he knew his kids were X-gene carriers, but he can’t lie to himself with any kind of conviction: his father hated him, because he’s gay. No matter how much Johnny always proved he was still the same person, his dad never warmed up to him again after Johnny came out to him and Sue. Sue has always been nothing but loving and supportive. But the truth is, the day Johnny told his dad he wasn’t going to be the man he wanted so desperately for Johnny to be, was the day Johnny Storm became an orphan. He tried his hardest not to resent his dad, but that was made that much harder by knowing his dad resented him. After the fire, he was free of his father forever. He felt…relieved. Not happy, but definitely not trapped anymore. He knew he couldn’t ever share that with Sue, though. She was always their father’s favorite, and he idolized her. Johnny didn’t want to tarnish that for her.

And then he found out he was a mutant? What the hell? He remembers learning about the X-plague in history, chemistry and biology. Weren’t you supposed to start showing signs when you hit puberty? He turned to ask Sue, but then the door to his cell opened.

He and Sue were poked, prodded at, stabbed and starved for days. Just thinking about it… He remembers how sickly and tired Sue looked, taking down those scientists, her hair hanging in frizzy strings around her face. They got out, having no idea where they were, other than ‘somewhere in the woods’. Sue ordered Johnny to set the facility on fire. He did a good job of it, and then they ran.

In a way, they’re still running. Only now, it’s not just the two of them, anymore, but Reed and Ben, too.

It’s only when the smoke detectors come on that he realizes he flamed on without meaning to. The punching bag in his room is a scorched, tattered mess. His hoodie is burnt up to the elbows.

“JOHNNY!”

He flinches, staring at his door. Soon enough, Reed comes barreling through, looking livid.

“Sorry, man. Got, um, a little carried away.”

Reed, the soft nerd, exhales his anger in one big whoosh and then holds out his hand for Johnny’s punching bag.

“Give it here.” His British accent and the fact that his hair and clothes are sopping wet only adds to his softness. “I’ll get you a new one. Come with to the lab. You can help fix the hadron-collider.”

Johnny nods, turns and unhooks the bag from the ceiling. He knows Reed can just stretch and reach around him to get it himself, but he’s the most reluctant of them all to use his ability. Johnny respects that, and so he shoulders the bag himself and carries it after Reed, through the sprinklers, to the lab.

 

  
She’s only half-listening. The entire process has been exhausting, but she’s grateful. What’s keeping her going right now is finally making him pay. He’s had too many chances to do right by her and every single time he’s messed it up. She’s had enough. The world doesn’t need Spider-Man.

“Gwen? Hey, Gwen, are you listening?”

She snaps out of her reverie and looks up to meet his eyes. “Sorry. Yes, Harry.”

“I feel like I lost you a little there with the logistics. Felicia will catch you up. She’ll be your…liaison. Right?” Harry Osborn turns his poisonous green eyes on his assistant, giving her his enigmatic smile.

“Of course, Mr. Osborn.” She nods dutifully.

“Wonderful,” he stretches out the word, looking from one of them to the other through his overgrown bangs. “Ladies, I think this is the start of a beautiful partnership. Gwen, we’ll be kitting you out, of course. I got a good look at his suit, during our last tussle. I gave Felicia the specs. I trust our people are working on this now?”

“Yes, sir.”

“This makes me very happy, Felicia. Very, very happy. You’ll show Miss Stacy to her new home?”

“Of course.”

Harry’s head jerks to the side spasmodically. Gwen can see him biting down on his tongue to keep from screaming. The illness is progressing faster now, making his teeth grow and his muscles contort painfully. She steps forward automatically, though what help she’d be – and on this side of the bars – is an open question.

“D-dismissed,” he chokes out.

Without any further prompt or even a slight change in expression, Felicia grabs her just above the elbow and steers her back up the hall. Gwen ducks her head down, letting the white hood of her cloak cover her face and her bangs cover her eyes. No one knows where she is. No one, save for Harry and Felicia, even knows she’s alive. She hasn’t even really come to grips with it yet.

The last thing she remembers is Peter’s masked face receding in the distance. No one remembers dying – but she’s pretty sure everyone who’s been through it will remember coming back. She can’t forget it if she tried. Sometimes she wonders if she was ever really dead, or just how quickly after she fell she was found. These are all questions she has for Harry, but he seems to have enough demons to deal with at the moment. All she knows is she’s grateful, and that she’d help him execute his plan to the best of her abilities – and new abilities.

“Alright, doll. Follow me, and keep up. We gotta have ourselves a talk, yeah?”

They’re outside and Felicia is zipping up her leather jacket and pulling on a pair of fingerless leather gloves. Gwen cinches the belt around her waist tighter, and rolls up her sleeves. Felicia takes off running, tailing a prison truck, and Gwen follows suit. Expertly, deftly, lithely, she flips herself onto the roof of the vehicle, leaving Gwen to gape after her while all Gwen can manage is to stick to the backdoors. She scurries up and flips herself onto the roof, too. Felicia is perched low, catlike, but entirely comfortably, near the front. Gwen joins her, crouching down to touch a hand to the metal surface for purchase.

“Harry Osborn, like his psycho father before him, has no respect for women, or really anyone, outside of himself,” Felicia starts, pinning Gwen with a green-eyed stare. “He’s going to use and abuse us to get what he wants, and then he’s going to ditch us – or probably have us killed. So, I’ve come up with a little plan of my own.”

Gwen shifts a little closer, the hairs on the back of her neck standing up. The moment she focuses on them, though, it’s like her vision cuts out. Flashing before her eyes are images in rapid succession. All of them feel clouded with pain and sadness, but they’re gone too quickly for her to make sense of. She tries to grab hold of at least one, but it’s like trying to hold onto a dream. She knows that, with dreams, even reenacting a minute detail can trigger the full memory, but Felicia is now looking at her expectantly.

“Sorry. I, uh, think I’m still getting used to being alive again,” Gwen mutters. “You were saying?”

The other woman’s eyes linger on Gwen’s face a few seconds longer, but then she continues explaining her idea.

“He has to believe we’re on his side, no matter what,” Felicia finishes. “If he gets so much as a whiff of betrayal, he’ll kill us himself.”

Gwen swallows at the persistent lump in her throat, but refuses to look scared beyond that.

“Sweetheart, remember: you’re a spider-person now. You’re just as powerful, if not more so, as Spider-Man. With a little training, you’ll be aces. I got your back, yeah?” Felicia gives Gwen a reassuring smile.

Gwen, unsure of how to react to the other woman’s, admittedly hairy, plan, smiles back.

The truck carries them into the city. Once they reach midtown, the two women ditch their ride and slip down, into the subway. As they walk, purposefully, towards the gates where they swipe their subway cards, Gwen notices Felicia’s eyes glowing like neon signs. The crowd parts slightly and there, on the ground, is a subway card. She picks it up smoothly, her movements so liquid, Gwen feels like a baby giraffe in comparison.

“I don’t have a card,” she hisses at Felicia.

“Relax, baby. Everything will go our way, I promise.” Her tone is light, relaxed, almost purring.

There’s a tap on Gwen’s shoulder. She tries to hide as much of her face with her scarf as she can, when turning to see who it is.

A man, in his forties maybe, with a slightly salt and pepper beard, holds out something to her.

“Sorry, Miss. I thought I saw this fall out of your pocket,” he smiles kindly.

Gwen takes it. It’s another subway card.

Patting her pocketless coat, she smiles back at him.

“Yes! Thank you so much.”

“You have a good night.”

“You, too!”

They sidle onto the train and find two seats, surprisingly empty, near the back. Gwen’s skin prickles uncomfortably.

“How are you doing this?” she whispers to the other woman, who lounges comfortably in her chair, surveying the passengers.

“Doing what?”

Gwen can tell Felicia is toying with her.

“No one is this lucky,” Gwen hisses at her. “I’ve also never heard of a personal assistant job that requires you to have a background in circus acrobatics.”

Felicia turns to her lazily. “Do you ever relax? Listen, babydoll, all you gotta know is I got your back. I work for us and for this plan. You got nothing to worry about. Now,” she reaches out and brushes a thumb between Gwen’s eyes, smoothing out her frown, and then running her fingers down the side of Gwen’s face, “if you don’t cool it, you’re gonna get frown lines. I know you bit it and all, but it doesn’t have to age you like this.”

Gwen glares at her, but decides she’s right about one thing. She already died. There isn’t really much worse than that. Letting Felicia’s self-satisfied smirk lull her into momentary calmness, she decides to keep her head down and let the train take them to their stop.


	2. Seeing Ghosts

“HEY, SPIDER-MAN!”

“Morning, pedestrians.” He raises a hand in greeting, the coffee he got at Starbucks currently taking precedence.

He’s sitting inside the big donut on top of a Dunkin Donuts with his mask half-upturned. The morning air is brisk, but refreshing. It’s helping wake him up all the way. He’d done a morning sweep of the city and caught two kids in the process of sticking up a grocery store. The police promised him the kids would get help, instead of jail time. They’d also asked Peter a question he has not really been ready to answer yet.

“Are you back for good?”

He’d told them to have a nice day and gotten out of there.

Then, the calls started, like they did every day. First, the college. They usually tried about three times and then gave up. Peter felt almost sorry for them, because it really shouldn’t be anyone’s job to check up on him. He should be an adult about this. He really should. Next, the _Bugle_. J. Jonah Jameson is not a patient man, and Peter had never suspected he’d made such an impression on the editor, but the paper keeps leaving him voicemails, asking for more photos of Spider-Man. Two weeks ago, they started asking for any photos whatsoever. Peter was touched.

So, when his phone rings this time, he is surprised to see that it isn’t either the Bugle or school – but Aunt May. Freaking out just a little, he puts his coffee precariously on the donut’s edge. It looks super unstable, but he leaves it and answers.

“Hey, May!” He mentally thanks whoever’s listening that this is a quieter part of the city. Maybe he can convince her he’s on campus.

“Peter, where are you? The college called and said you haven’t been there in months. What is going on? Are you in some kind of trou–”

“No, no! Hey! I’m on campus right now. Yeah, just got in, actually. Stopped to grab some coffee.”

In the street, a motorcycle rear-ends a pretty nice Mercedes, making the car honk really loudly as the airbags are deployed.

“Peter…”

“That was just a car, honking at some students in the street! It was nothing!”

“I heard a crash, Peter! _What is going on_?!”

The owner of the Mercedes looks like he’s about to go postal on the motorcyclist. Peter should probably intervene.

“Look, Aunt May, I’m fine. I gotta go. I’ll talk to you later. I love you!”

“PE–”

He ends the call and flips down to ground-level. Distantly, he registers his coffee go flying and almost tears up with physical pain. As it is, he struts forward, trying to look intimidating.

“Sir, I am going to have to ask you to get back inside your vehicle until the tow truck arrives.”

The two men turn to glare at him.

“Your services are not required, Spider-Chump,” the one man says and then makes to grab the motorcyclist.

“You see, now that hurts my feelings.” Peter yanks the guy out of the way, and then upends and pins the car owner to the ground. “Buddy, you have to cool it! Or I’m gonna have to get rough.”

“Is this you being gentle?” the guy wants to know.

His mind flashes, rudely, to Gwen, falling to her death.

“My ex would argue that this is about as gentle as I get,” Peter retaliates.

The motorcyclist tries to make a break for it, probably to opt out of insurance claims, but Peter is quick and webs him to the wall of the auto-dealership across the street from the Dunkin Donuts. He hangs there, looking sorry for himself.

Peter gets outta there as soon as the cops show up, not in the mood for more questions about the nature of his return. He feels like maybe going to check if May’s left yet for the day, and then catching a couple hours’ shut-eye. What else is he going to do?

He sweeps midtown on the way back, like he always does, in search of some mugger to beat up to feel justified in his plans to sleep the day away. Instead, he almost eats shit right in the middle of Madison Square.

There, standing right underneath the electronic billboard, is Gwen.

She’s wearing a white coat, with a hood, skintight white pants and sneakers. She’s staring up at him, contempt in her eyes. He feels his heart drop into his stomach.

This can’t be real. It can’t be. Is this grief? Is he finally losing his mind? Months of thinking he sees her out of the corner of his eye, like he used to do with her father, and now this. She’s still so beautiful, but it’s like he can feel the hate coming off her in waves. Is this his mind punishing him for skipping out on life over the last half a year?

Something about seeing her makes him feel funny, his spider-sense going haywire like he’s about to be totaled somehow. As he watches, a crowd of people envelope her. When they pass, she’s gone.

Feeling chilled to his bones, he decides that maybe sleep wouldn’t be such a bad plan after all. His entire body feels weird, like he was hit with one of Electro’s blasts at full power. His scalp won’t stop tingling, but it does recede to ignorance-levels as he gets farther and farther from Madison Square and closer and closer to his bed. He can’t seem to shake the image of Gwen. And every time he focuses on her in his mind, his blood turns to ice. His spider-sense has never been so intense before. He doesn’t understand.

He’s swinging into Queens and past a bodega he likes to frequent for their great sandwiches, when a normal spike of his spider-sense has him turning towards the ATM-hub across the street. A bunch of morons in Avengers masks are trying to rob it. He touches down onto the pavement and slips inside, unnoticed.

“What’s up, guys? Forget your pin number?” Peter asks. The all turn on him, their crude, cartoonish Avengers masks making him crack up. “Woooooaaaaaahhh. You’re the Avengers! What’re you guys doing here?”

Instead of waiting for a response, he webs a gun out of ‘Iron Man’s’ hands. He yanks the gun back and around, knocking them all in the face with it. ‘Thor’ comes at him next. He blocks the hit and shoves it backwards, making ‘Thor’ fall into ‘the Hulk’.

“Good to finally meet you guys.” Peter quips. “Iron Man isn’t as lavish with his friends as he is with his money.”

He jumps to the ceiling and kicks forward with his legs, getting his feet on ‘Thor’s’ chest and throwing him into the wall behind Peter. That momentum he uses to throw his own body up to hang from the ceiling upside down. He glances back at ‘Thor’. “I thought you’d be more handsome in person.”

Then, ‘Iron Man’ is back to taking swings at him. Peter dodges him easily, saying, “Iron Man! Hey, what’re you doing robbing a bank? You’re a billionaire!” He stops the guy’s fist mid-swing and throws him backwards, into ‘the Hulk’.

Out of nowhere, this kooky contraption is being lifted at Peter. He vaults himself from the ceiling, at the armed guy (‘Captain America’) – but he never gets that far. He’s suspended in mid-air. Also, his skin feels like its rippling with the unseen force keeping him in place. His organs feel like they’re free-floating.

“Woah. This feels so weird!” Peter says, his voice coming out warped.

‘Cap’ shoves forward with that thing and it flings Peter backwards, into the wall.

“What is that thing?” Peter asks, picking himself up as he’s being advanced on again. He doesn’t get a response, but he does get beamed again. ‘Cap’ uses it to slam Peter into the ceiling and the floor alternatively. “I’m starting,” slam, “to think,” slam, “you’re not,” slam, “the Avengers!” slam.

In a lucky moment, he manages to get a web out on the pamphlet holder across the room and pull it forwards into the guy with the anti-grav gun thing. He gets knocked off his feet, giving Peter a chance to flip away. He ends up at the ceiling again, against the glass outer wall, webbing up these idiots. There’s money everywhere. He gets one of them in the face and yanks him forward, into Peter’s foot. Peter kicks off, landing with his back against the ATM there. ‘Thor’ makes a pass at him, so Peter roundhouse kicks him right in the face. “Okay. Let’s wrap this up, guys. My pity party isn’t going to throw itself.”

‘Iron Man’ holds up the anti-grav thing again, but Peter webs him and that thing to the window. He flings himself at the guy, landing half on him and half on the window. He pulls at the mask, trying to get a look at the thief’s face. “So, how do jerks like you get tech like this?”

A high-pitched whine grabs Peter’s attention. It comes from this kind of ray-gun that the douche in the ‘Hulk’ mask is pointing at him.

“No, no! Wait, wait!” Peter cries, getting out of the way with ‘Iron Man’.

The kickback of the gun topples ‘Hulk’ off his feet and the beam goes wide, through the ceiling, and circles back down. It goes straight through the glass wall and right into the building opposite: the bodega!

Peter crashes through and into the building, yelling for signs of life. Deciding to be thorough, since there’s bound to be someone here this time of the morning, he flips over debris and swats through dust to the back of the store. There, he finds the owner, cowering inside the walk-in freezer. Peter gets him out and helps him to the street.

On the way, he hears a soft yowling. Some quick investigation yields the bodega’s cat. He gets an arm around it and takes it outside, too. Stuffing the animal in the shell-shocked man’s hands, Peter whips around, in search of the ATM-robbers. They couldn’t have gotten too far. He hadn’t seen a vehicle close by. Deciding to go check the ATM-hub for clues, he jogs across the street and ducks inside.

Most of the building is still standing, aside from the front window. The entire place is strewn with money. Peter wonders if taking a couple hundred is the start of his supervillain origin story. The dust is still settling around him and a couple bills are still finding purchase on the ground. He searches for some possible idea as to what those weird weapons could’ve been. He’s never seen anything like that before – and he fought Harry.

Suddenly, it’s like he’s doused in ice water. He whips around to the west side of the hub. There, in the window, is Gwen again – looking exactly like she did before. Without thinking about it, he sets chase, sending a string of webs to the ceiling and propelling himself outside and after her.

But when he rounds the glass corner, through which he had seen her not a split-second ago, she’s gone. Maybe he really is losing his mind.

 

  
Running across the top of a building looks far more glamorous in movies, Gwen decides. Her cheap sneakers are falling off her feet and her coat is making her super warm, even in the fall chill. She takes comfort in the mental image of how spooked Peter had looked when he saw her.

She could feel his spider-sense go off when it picked up hers, but she shoves that down now. He thinks she’s a ghost? She’ll haunt him into insanity.

She shoots a string of webs – a much stronger formula than the kind Peter stole from Oscorp – at the side of the building she’s standing on, and uses it to rappel herself down into an alley, without getting herself dirty. She has someplace to be, and if she raises anyone’s suspicions, her plan is shot.

On her way around to the front of the coffee shop, she spots the bridge. “I LOVE YOU”, he’d tagged it with webs. Once again he’d interfered and promised her everything, and once again he’d let her down. No more. This is how he gets his. Revenge is a dish best served cold, after all. Icy cold.

She steps inside the coffee shop, her hood still up, always up, and makes her way to the back of the room. A booth in the corner is occupied and she makes her way towards it, sitting with her back to the rest of the restaurant.

“I tried to bring you breakfast today,” Felicia says, by way of greeting, “but you were already out by the time I got there. Through the open window, no less.”

Gwen gives her an apologetic look. “I’m sorry. I got a little cabin fever. Decided to go hit Starbucks.”

“A little dangerous, don’t you think?” The other woman’s hazel eyes burn into Gwen’s.

“Very, but I was careful, and being a spider now doesn’t hurt, either.” Gwen smirks.

“Also doesn’t hurt your chances,” Felicia says, raising a wry eyebrow.

Gwen leans forward, her bangs falling into her eyes adorably. “I will not be objectified or fetishized, Felicia. I _can_ and _will_ kick your butt.”

“Promise?”

Gwen shakes her head, smiling slightly. It’s been a week of this now: this back and forth between them that Felicia seems to enjoy far more than she should. Not that Gwen minds, because the other woman is a great listener and is always there when Gwen needs a kind shoulder. She just also happens to know that Felicia would move into Gwen’s penthouse at barely a request from Gwen – and not for the shag carpeting, if you catch her drift. Not really sure what the catlike lady sees in her, Gwen keeps her tone light and joking and maybe mildly flirtatious at all times. She picked up that there may be a side to Felicia’s plan that she hasn’t shared with Gwen. Gwen can keep secrets, too, and play the man, just as well as she can.

“I was thinking we should dye my hair,” Gwen says, as the waitron brings them the coffee Felicia had ordered before Gwen arrived. As usual, Felicia had gotten her order exactly right. She understands what Harry sees in her, as a personal assistant.

“To help with your cover? I agree. If you want, we can go shopping after lunch. A makeover could be just what the doctor ordered.”

So, they do. Felicia decides to get something done, too, and her hair takes a little longer than Gwen’s, since she has more of it. While she’s busy, Gwen slips away with the Oscorp card that Harry gave her for emergencies to go make a few purchases of her own. She’s glad she decided to bring a backpack, because if Felicia caught her with some of this stuff, she’d be out on her ass for sure – or probably killed again for being a liability.

When she gets back, she tucks the right side of her now chin-length, pastel pink hair behind her ear. Felicia appears as if summoned, and Gwen’s eyebrows shoot up automatically. Instead of blonde, she went all out and had her hair lifted to white. Gwen’s right eye throbs painfully, so she quits her staring and speaks up instead.

“You look…stunning? Why do you look like a Vogue Winter Spread?”

“You’re one to talk!” Felicia replies. “I like the eyebrow piercing. It suits you. So does the hair. No more Good Girl Gwen?”

“I don’t know her,” Gwen responds.

“That’s my girl.”

The two of them leave the salon, Felicia deciding they need clothes to go with their new hair. Again, Gwen decides to let Felicia lead. Everything with her seems to go their way, after all.

 

  
“I’ve decided I no longer want to be cured,” Johnny announces at dinner.

Ben grumbles like an earthquake and reaches a massive arm across the table for the butter.

“I’m going to use my powers for good and rent myself out for crop burning at the end of every harvest season,” Johnny continues, handing Ben the butter. “Sue, you could honestly go into espionage and be the new Black Widow – which is a poor choice of words, and I’m gonna shut up.”

Sue and Reed both glare at him.

“Best idea you’ve had all day,” Reed says, going back to his steak.

“Well, can I still get cured?” Ben asks. They watch as he holds his knife between two fingers only to spread butter as gently as possible on his baked potato.

“Absolutely, mate,” Reed smiles at him.

Folks, Ben Grimm: Reed Richards’ boyfriend.

“Me, too, please,” Sue adds, giving Reed her cutest smile. Sue Storm: Reed Richards’ girlfriend.

“Anything for you, darling.” The look on his face is honestly sickening. Johnny loses his appetite. He fights his gag reflex when they clasp hands across the table, like some hetero teen romcom.

“Can you two get a room? Some of us are trying to eat,” Johnny interjects.

“You’re just sour because you don’t have a pretty girl of your own, Flame Brain,” Ben says.

“I don’t know how many times I have to tell you that I’m gay, but I’m GAY, Ben. As in, never-even-exited-my-mother’s–”

“We’re trying to eat, too, Johnny,” Sue cuts him off. “Anyway, why this sudden change of heart about wanting to be cured?”

“Because it’s pointless. You can’t rewrite DNA, Sue. You taught me that. Our best hope would be suppression, or maybe Ben could follow in the footsteps of Hank McCoy and be a fuzzy blue monster. I’ll play fetch with you in the gym every day, I swea–”

Sue’s warning look cuts him off this time.

“ _Tough crowd_ ,” he mutters, sinking lower into his chair. “Anyway, my mutation isn’t like Ben’s. He can’t hide his. I can hide mine and still be a functioning member of society. And I kinda wanna leave this building sometime before I’m 80.”

Reed is cutting into his steak when he responds, “Johnny has a point, love. I’ll spend the rest of my life trying to find some kind of help for Ben, but you two needn’t be cooped up here. We can fashion second-skins from that fabric we manufactured, and you two can go out there again. You both have complete control.”

“Not when our powers are tied to our emotions like they are,” Sue counters. “Johnny gets a little pissed, next thing he’s tripping the smoke detectors. I freak out and have a panic attack, I pop out of existence or total the floor of a building with my telekinesis. There are too many variables we can’t account for with just fancy suits.”

“I could contact Charles Xavier?” Reed suggests.

“And have him go scrambling our brains in hopes we forget our powers or our past – or both? No, thanks.”

“But Susie…” Johnny’s tone is pleading.

“I said no, Johnny. It’s too dangerous, and you know about the MRA. At least here, we’re voluntary lab rats. You know what it’s like to have that choice stripped away from you.”

In her eyes, Johnny sees the long months they spent in the facility in California. How they weren’t only studied, but weaponized. He gets a violent shiver up his spine, just remembering the Box. An oxygen deprivation unit, meant to contain his powers. Unfortunately, it also suffocated him. He remembers Sue’s screams as they tried to induce her invisibility with electro-shock therapy. All this puts him off his food entirely. He pushes away his plate and gets up.

“Johnny?” Sue’s voice is soft behind him, concerned.

Ignoring her, he makes his way to the TV room and plonks down on the couch. Naturally, it’s on a news channel, but something makes him turn up the volume.

“ _…after an ATM robbery was thwarted by Queens’ own colorful, local crime-stopper: Spider-Man_ ,” the news reader reports. “ _As Spider-Man attempted to foil their heist, a powerful blast was set off, slicing through the bodega across the street. Miraculously, no one was harmed_.”

Johnny stares at the photo they put up in mesmerized awe. A whole guy with spider powers – AND he’s a hero! Surely, that has to fall under the MRA, but they let him do his thing, anyway. He gets up and heads back over to Sue.

“Sue, have you been seeing stuff on the news about the spider guy?” Johnny demands to know.

Sue, resigned not to have a peaceful dinner, pushes her plate away. “Yes, I have.”

“So, if he can do that – and be a hero – why can’t we? Why can’t I, at least?”

“Because he’s a vigilante doling out vigilante justice. For every one positive news report, there are five others calling him a menace. He wrecks city property, puts civilians in danger and leaves his disgusting webbing everywhere. You’d be crucified, Johnny. You physically catch on fire, for goodness’ sake!”

“You love calling me a nihilist, but who’s being negative now? If you want to sit in this building forever, trotting after Reed with dewy eyes, be my guest, but I’m going to find a way to get out of here – with or without you.” He turns on his heel and stomps out of the room.

**Notes for the Chapter:**

> The Amazing Spider-Man, Spider-verse and HoCo - all in one. I edited here and there to make it applicable to this universe.
> 
> MRA = Mutant Registration Act


	3. Vultures, and Other Flying Things

**Notes for the Chapter:**

> gay

Headed back down the dismal corridor doesn’t make her as apprehensive as it used to. She no longer tries to hide behind her hair, choosing instead to wear it like a soft pink crown, her arm hooked around Felicia’s. Speaking of the other woman, she’s wearing this stunning, form-fitting black dress, with a high collar out of which spills white lace. Her hair is in a high bun and she has little white accents everywhere – from her nails to the soles of her heels. 

Gwen, who has never really thought about women or really been one to question her sexuality, doesn’t really feel like humoring her partner in crime that much anymore. It’s so much more fun to let her close to Gwen, to let her sensuality bring Gwen to life in a way Harry and all the science in the world never could. She loves how strong and desired Felicia makes her feel. She loves how Felicia sees her as an equal, and not someone that needs protecting and saving. She dies for the way Felicia looks at her like she’s the only person in the whole world. Maybe Gwen is crushing… Just a little…

As they round the corner to Harry’s block, they straighten themselves out and walk separately. Gwen stuffs her hands into the pockets of her leather jacket, but not before popping a piece of gum into her mouth. When the guard asks who she is, not recognizing her from last time with her new hair, she blows a bubble in his face and then pops it.  
“Just call me Max. Harry’s expecting us both,” Gwen says, referencing her middle name, and stepping past him and through the gates.

She catches Felicia smirking.

As they step up to the Goblin’s Cage, as the women call it, two chairs are waiting for them. They each take a seat, waiting to be addressed.

“Ladies,” a quiet, unfamiliar voice greets them. 

Gwen’s spider-sense alerts her that it’s coming from her right, in the shadows, but she doesn’t try to find the owner.  
“Mr. Osborn has informed me of your talents, as well as your pledge to our cause,” the voice continues, his tone pleasantly menacing.

Felicia starts to get antsy. Gwen reaches out to take her hand, but stops when something stirs in the shadows of the cell.

“You look different,” he wheezes. “Both of you.”

Harry Osborn is gone. There is none of him left. This clawed, jagged-toothed, cobweb-headed _thing_ in front of them could not – possibly – be human. Gwen’s new eyesight keeps looking for chinks in the makeup, flaws, anything to make what it’s seeing unreal. Her heart is hammering in her chest. She touches her fingertips to Felicia’s.  
“It’s my h-honor–” coughs rack the frame of what was once Harry. He gets them under control. “It is my honor to introduce to you the mastermind behind our operation. The Gentleman,” he says it like a title, “shares our dislike of Spider-M-man.” More coughing. This time, he can’t seem to win out. Harry excuses himself and backs up into the darkness again.

From the right side of the cell, a tall figure in a trench coat and fedora steps up to the bars. The dim lights cast its face into shadow, making it impossible for Gwen to see what it looks like, which sets her teeth on edge.

“As you ladies are aware, your parts in this are small. We simply require of you to deliver a certain _package_ to us when the time is right – if the need arises. Other than that, you are to do anything and everything that Mr. Osborn requires. Miss Hardy,” Felicia grabs her hand so hard, Gwen gasps, “how is that medicine coming along?”

“F-fine,” she stammers, but she regains her composure quickly. “We should the first vial within the week.”

“Wonderful.” His voice is like knife slipping through skin. It makes Gwen want to scream, just to drown it out.

By the time they get out, night has long fallen. Gwen is relieved, but Felicia is downright jittery. She looks like a skittish cat, ready to dart under a nearby car to hide. Gwen pulls her into a hug.

“It’s okay. It’s not forever. The faster we get this over with, the faster we get away. Just you and me, yeah? Remember the plan?”

With her thumb, she rubs soothing circles onto the back of Felicia’s neck. Her hands slip under Gwen’s jacket to press against the warmth of her sides, her head bowing so her forehead rests on Gwen’s shoulder. Without thinking about it, Gwen presses a kiss to her temple.

That’s what she takes with her that night, prowling through the city. Felicia had relaxed at that kiss, exhaling all her fear and meeting Gwen’s blue gaze with her own steadily, gratefully. Gwen had felt content and smiled, wondering what it’d be like to kiss her for real. 

She still wonders this as she side-steps the trash cans and makes herself shadow-thin between the fence separating the yard she’s in from the one next to it. Since it’s so late, she has no worries that everyone will be asleep. She crawls up the wall expertly, shifting soundlessly until she’s on the windowsill.

Through the glass, left uncovered after tonight’s patrol, she sees the covers rise and fall gently with his deep, peaceful breaths. She’s about to upset that.

Concentrating hard, she recalls the cool talent she learnt she has a few days ago. She finds the fear receptor in his brain and triggers it, trying to send him a jolt of what he should be afraid of. It doesn’t work immediately – she’s still getting the hang of it – but then he’s flying up and out of bed, his eyes bugging out of his head in sheer terror. Before she can flip out of sight, they lock eyes – and he screams. She glares him down. He comes closer, rubbing at his eyes, probably thinking he’s still dreaming. She takes her chance.

 

  
Peter is inconsolable when Aunt May comes pounding on his door. He doesn’t mean to open for her, but he accidentally steps on the remote to his door while looking for it. She doesn’t say anything. Just comes over to pull him into a hug. He cries into her chest, his shoulders racking with sobs and his breath heaving in and out of him.

She looked so real. Gwen. Exactly how he remembers her. He saw her falling in his dreams again, having been free of that for the last two months at least. She hit the ground, broke her neck, but she would not stop looking at him accusingly.

 _You did this_ , that look said. _You killed me, you monster. You promised him and me, and you did this._

He’s going insane. Losing his mind to a ghost. He can’t keep doing this. Something has to make it stop.

 _I’M SORRY!_ he wants to scream. _I’M SORRY I’M SO FUCKING USELESS. I’M SORRY I CAN’T SAVE ANYONE. I’m so sorry I couldn’t save_ you.

His aunt takes him into the kitchen and makes him some warm milk with honey. He doesn’t want it, doesn’t want to go back to sleep. He says he’ll take it back upstairs with him. She only nods, giving his hand a squeeze, and lets him go. He stretches going back up.

Alone again, he changes into his suit and locks his door behind himself. He puts on his snoring track, to keep Aunt May from worrying, and then he slips out the window. He ignores the iciness running down his spine at the memory of Gwen sitting just here only moments ago.

“Get your head in the game, Spider-Man,” he mutters to himself, shooting a string of webs at the closest lamppost.

 

  
“And stay down, fool!” Johnny quips, hopping excitedly as he extinguishes the flames on his hands and arms.

“Thank you so much!” this girl cries at him. She comes closer, making him back up to the wall dead-ending the alley they’re in. “How can I ever repay you?”

The look on her face tells Johnny she has some ideas. He makes to bounce real quick.

Stepping around her and the mugger he dropped, he says, “Don’t worry about it. All in a night’s work. You get home now, okay? It’s not safe to be out so late.”

“You could always walk me? I could buy you coffee?” she offers, moving closer yet again.

“No, um, I don’t do caffeine. Bad for the kidneys. Thanks, though!” He jogs back to the street, keeping his head down.

Out of sight of the woman, he pulls the sleeves of his hoodie down and the hood back over his head. The suits Reed made them don’t cover their heads at all, which Johnny personally sees as a major design flaw. Don’t the X-Men at least have masks if they want them? Maybe he should’ve called Prof. X after all. As it stands, Johnny decides to do one final sweep of the area and then head for home.

 

  
He’s taking the subway to Manhattan – if you can call lying on top of the train and feeling sorry for himself “taking the subway” – when a massive jolt has him jerking upright and almost braining himself on the roof of the tunnel.

It’s only as they come out that Peter sees it: some massive dust cloud, like an explosion, emitting weird pulses of blue light.

“What the hell?” he mutters, getting his feet back under him. He takes a running start and then gets some webs on a passing billboard.

It’s late. Most of the city appears to be asleep, but, naturally, the deeper he goes into midtown, the less than seems likely. It’s not called the City that Never Sleeps for nothing. He wonders who the hell could be up working with photon emission this late at night – this early in the morning? Shit. What time is it, even?

He ends up catching a ride with a cab down to the industrial zone, tracing the source of the light to the mucky underside of an overpass. Hearing voices, he creeps closer, deciding taking the high ground brings him some advantage. He almost loses his perch when one of the morons under the overpass fires off one of those pulses again.

“Now, this crafted from a reclaimed sub-Ultron arm, straight from Sokovia. Here, you try,” one of them says.

Ultron? Sokovia? Peter is going to have to have a chat with Iron Man. Where are these losers getting their tech?

“Man, I wanted something lowkey. Like… Why you tryna upsell me, man?” someone else says.

Peter creeps closer.

“Okay, okay, okay. I got what you need, alright? I got tons of great stuff here. One sec.”

Peeking, Peter spots the one guy headed back to a van filled with some of those weird weapons he’d seen during the ATM robbery. What he can glean from this distance is that most of this stuff looks manufactured, but not all from human tech. Somehow, these idiots have gotten their hands on alien technology, and Peter has a pretty good idea how. He has to put a stop to this.

“Hey, Mr. Criminal?” Peter flips down and approaches the guy slowly.

Someone else gets out of the van and levels a gun at Peter.

He webs it out of the guy’s hands immediately, and then heads in to confiscate the weapons. “Always with the guns and the fighting and the unnecessary violence. You ever think maybe if we just…communicated–”

Something ET finds his face – hard. He goes flying backwards, taking a chunk out of the overpass.

“Oof. Are you mad at me?” Peter asks, getting to his feet, but failing. “I feel like you’re mad at me.”

The van takes off. Peter has just enough time to get a web on it, and then he gets dragged along like hot roadkill on I-15.

Try as he might, he can’t get himself any closer to getting inside the damn van. The guy who hit him with the alien glove thing now has some kind of gun, and he just blew their door off trying to hit Peter. Behind them, Peter hears the door go into someone’s house. Asshole.

He decides to cut them off. He takes a shortcut, through the city, planning on running along the endless apartment buildings in the alphabet neighborhood. Getting his webs out a little late, he almost swings right into some guy going for a run with his hood up. Why are people out so late? Peter can’t stop a mugging and take down an alien weapons cartel all at once. Can he have a little consideration?

“Alright,” he says, zeroing in on the van. “I got you. I got you.” He gets level with it and gets ready to jump. “Come to dad–”

As his feet leave the roof of the apartment building, something else yanks him upwards. When he looks up to see what it is, all he’s met with are a pair of glowing, green eyes.

 

  
_Holy shit! Was that Spider-Man?!_

Johnny speeds up his light jog to see where the web-slinger is headed. You don’t just almost get kicked in the face by Spider-Man and then not at least go introduce yourself. Right? It’s just good manners, and Sue raised him to have good manners.

He sees the red and blue dude run from apartment building to apartment building, chasing something only he can see. Johnny aches to help him, because maybe that would get him ‘in’ with the hero, earning him hero-status, too. And that’s all he wants! That’s why he’s been sneaking out at night. He wants to use his powers for good. No more hiding and feeling sorry for himself. He has this gift, he should do something with it.

When Johnny catches sight of the big, robotic, winged guy, he immediately aims a fireball at him – but all the fire leaves him when he realizes he could’ve hit Spider-Man. He has to get closer. Hopping onto the roofs of cars seems like a good idea at the time, but all he manages to do is set off car alarms. If only Spider-Man could bring him closer!

Spotting a fire-escape near where they’re hovering, Johnny takes off. He gets the ladder down and starts climbing, taking the steps two at a time and almost eating a shit a few times in his haste to help. The fight between the hero and his technologically enhanced nemesis appears to be getting serious. It appears as though Polly-Wanna-Murder is trying to kill Spider-Man. Johnny will see about that. 

He hits the roof of the building running flat out, which is a feat, because Johnny is fast. Even Ben at full momentum isn’t as fast as Johnny on a bad day. Reed hypothesizes that it’s the fire in Johnny’s blood, which is all he sees as he sends a sharp jab of flame at Daffy Duck’s head. 

And bulls-eye!

He drops Spider-Man. Johnny stands riveted, waiting for the agile hero to send out some webs to keep himself from becoming pavement splatter. Before that can happen, though, the bird guy gets his grip on Spidey back.

“NO!” Johnny tries to hit him again, but the guy is smart.

He takes Spider-Man up and away, fast.

Johnny feels the fire consume him, then, covering his entire body and burning his hoodie to cinders. He goes after them, his toes brushing the edge of the roof.

Only then does his consciousness catch up with his subconscious and he knows he’s about to become pavement splatter himself. He can’t help it: he looks down and lets out a shriek of panic. What comes out is another roar of fire. He waits for the inevitable, his only thought that someone return his body to Sue.

But a minute passes, and nothing happens. He just hovers there. 

Something Reed said years ago comes back to him, then. Something about rocket engines. He told Johnny that, if he were so inclined, he’d be able to fly. Johnny had told him he’s crazy. But now…

Without sparing it any more thought, he takes off after Spider-Man.

Johnny almost doesn’t find them. He finally spots them at airplane altitude and climbing. Only then does he realize the big plan. This guy, he’s a vulture. He’s going to fly Spider-Man high enough so that the momentum he gathers from his drop will make it impossible for Spidey to catch himself with his webs. Johnny shoots himself closer, pushing for more and more speed. In his mind, he sees himself like a shooting bullet. Right as he gets to them, the Vulture drops Spidey.

Johnny sends a fire blast into one of the bird suit’s turbines, frying it out. Then, he makes a calculated decision and shoots after Spidey. The other guy is now a red and blue speck, tumbling helplessly through the air. Johnny can tell he knows what’s happening and he knows he won’t survive alone. This spurs Johnny on to go even faster. He catches up with him just as they reach the city’s skyline. Johnny takes a steadying breath and flames off.

“ _I got you, Spider-Man. You’re gonna be okay!_ ” Johnny calls over the roar of the air rushing by.

“ _But who’s got you?_ ” Spider-Man asks, his voice high with fear.

Johnny gets Spidey in his arms, bridal-style, getting his feet under them both. He then takes another deep breath and focuses harder than he ever has before. This time, only his legs flame on. He knows this won’t be enough to sustain flight, but in short bursts over flat surfaces, it can slow their momentum. He gets them over a building and fires a jet of flame from the soles of his feet onto the roof tiles.

It works! Oh, god, it works! Johnny almost cries. Only then does he admit to himself that he really had thought they were both going to die.

It slows them down, but not enough. Johnny aims for a lower building. Repeating the motion slows them down another fraction, but still nowhere near enough. At this rate, Johnny could cushion Spidey’s fall, saving him, but killing Johnny. He couldn’t do that to Sue. Besides, he only just got out. He doesn’t want to die yet.

“ _Can you get us over that lake?!_ ” Spider-Man calls, then, pointing.

Johnny nods. “ _I can! Hold on!_ ”

They drop twice more, but finally they’re over the lake. He tosses Spider-Man in the air as hard as he can and then flames on. As the web-slinger drops this time, Johnny can tell the momentum isn’t fatal anymore – but he’ll probably break bones going through the lake’s surface. Johnny flies down and breaks Spidey’s fall. They both end up in the drink, alive and whole. Johnny could cry.

Spider-Man grabs Johnny by the arm and swims them both to shore. Only once they’re there, lying washed up underneath a lamppost, does Johnny let himself smile. He did it. He saved Spider-Man. He mastered his powers. He did it!

“Johnny Storm?”

Johnny’s head snaps to the other man, his face contorting into a deep frown.

“How’d you kn–”

Spider-Man yanks off his mask. Johnny’s jaw almost literally drops to the floor.

“ _Peter?!_ ”

The goofy smile that used to make Johnny's heart skip a beat when they were kids does the exact same now. Johnny tackles him to the ground, pinning him.

“I thought I’d never see you again!” Johnny says, smiling and crying all at once.

Peter is crying, too. “Me, too, buddy. God, it’s so good to see you!”

Getting them both to their feet, Johnny pulls him into a fierce embrace. It’s Peter! _His_ Peter. His best friend in the whole world! Live and in the flesh. AND HE’S SPIDER-MAN! Johnny can’t stop smiling and crying. He holds Peter tighter. Peter hugs him just as tightly.

It feels like they stand there for an hour. Johnny just doesn’t want to let go. The sun starts coming up by the time they both finally pull away just to keep smiling at each other.

“Johnny Storm,” Peter says again, his eyes soft and his tone warm and happy. “Can I buy you breakfast?”

“You sure Harry’d be cool with that?” Johnny jokes.

Peter seems to give it a second’s thought, the softness in his eyes replaced, momentarily, with a kind of hollowness. “Somehow, I don’t think he’d mind.”

The two men leave together, their arms thrown around each other’s shoulders.

 

**Notes for the Chapter:**

> GAY


	4. Old Faces, New Places

**Notes for the Chapter:**

> SOCIALLY AWKWARD REED RICHARDS RIGHTS!!!

“Wait, so you’re a mutant?”

They’re on Wall Street, sitting on top of some massive office building or other. Johnny flew up, reveling in the fact that he is now officially airborne, and Peter swung himself and their food up.

Around them, the city has started its day. The sun glitters off the many glass towers and the roofs of cars driving bumper to bumper and honking hysterically, like it’ll actually make anyone move – or be willing to move – any faster. Up here, though, the sounds almost fade away entirely, and the smog is below them. The sun is pleasant and the air blowing in from the Hudson is slightly less pungent. As far as reunions go, Peter reckons he picked them a good spot.

“I am…” Johnny answers, finally. “So’s Sue. Also, these two guys we live with, Reed and Ben. Ben has it worst, though, because his mutation kinda… He looks like a walking landslide. Massive strong, though. Bet he could take the Hulk.”

Peter nods, handing Johnny a cup of coffee. He itches to send Aunt May a selfie, like “look who I found!”, but he’s still in his Spidey suit and he’s pretty sure no one knows where Johnny is.

“So, Spider-Man, huh? When did that happen?” Johnny looks at him expectantly, sipping on his java.

Peter recounts the harrowing tale, stopping short of Gwen, but not leaving out Harry. Johnny chuckles humorlessly.

“I always knew that guy was a goblin. Goblins collect wealth like their lives depend on it. He always looked like his iPhone was more important than either of us.”

Peter looks forlorn. “He left soon after you did. Never fit in at Midtown, so he let his dad put him in some fancy boarding school. I never heard from again until last year. Kinda wish I never did.”

Johnny reaches out and takes his hand. “I’m sorry, buddy. But I’m glad we found each other again. After my dad… You were the only one I wanted to talk to.”

Peter rests his head on Johnny’s shoulder. He feels oddly at home. All the craziness of the past while fades away up here, with Johnny. Johnny Storm. His best friend in the whole world. The only person who never needed words to understand Peter.

“Do you wanna talk now?” Peter asks, quietly. “I got nowhere to be. We can hang as long as you want.”

“Only if you’ll talk, too,” Johnny murmurs back.

Peter nods. “But you first.”

Johnny tells him about the facility in the woods. It was basically Alkali Lake, but worse. No one there had to do anything under the cover of secrecy. It was government sanctioned torture, and the good humans of America were paying tax dollars to fund it. He tells Peter about the oxygen deprivation tank and about being given so much oxygen that he burned supernova – how they induced it again and again, trying to harness the energy like he was some kind of turbine. With a shaking voice, he tells Peter of how they used to electrocute Sue to force her to turn invisible or to test the limits of her telekinesis. The fire would consume him, then, too – so badly, he’d breathe it, melting the glass in the windows and warping the walls of his cell. Until, eventually, his whole room became an oxygen deprivation tank.

Until, eventually, he and Sue escaped.

Johnny tries to keep his relish at burning down the facility to a minimum, but somehow he figures Peter will understand.

He appears to, when he turns to hug Johnny again. Peter squeezes him, like he’s trying to hug Johnny’s pieces back together. But only when Peter starts crying does Johnny realize the hug might be for more than just Johnny’s story.

“I’m so sorry, Johnny,” Peter sobs. “I’m so, so sorry I never looked for you. I could’ve saved you. I could’ve–”

“No, Pete! Hey…” Johnny pulls back to level with him. “It’s not on you. This was my fight to fight. Nothing you could’ve done.”

“I just… I can’t s-save _any-o-one_. I can’t… Everyone I love just keeps getting hu-rt, Johnny. Gw-gwen…” Peter breaks down, like he hasn’t in a long time. He sobs until his chest physically hurts with the pain of it all. He can barely breathe, not that he’s trying very hard. At some point, he starts considering that maybe his seeing Gwen everywhere is what he deserves. That, after him killing her, is a fair trade. At least his subconscious still keeps her alive, albeit in its own twisted way.

“Do you mean Gwen Stacy?” Johnny’s voice is gentle, kind.

“I _l-loved_ her, Johnny. W-we were gonna go to London. She got a scholarship. Why her? _Why did I k-kill her…_?” He sobs again.

Johnny grips him tighter, holding him together now. He’s never heard someone as heartbroken as Peter before. Peter, who he thought was a hero. But if this is the price of heroism, then Johnny doesn’t want it. He feels responsible for Sue’s pain every day, knowing they never would’ve been locked up if he hadn’t run into the burning building. Peter, carrying all of this by himself… It’s inhumane. Johnny wishes there is some way to help him. All he wants is to take Peter’s pain away. He doesn’t know how long his friend has been suffering like this, but Johnny can tell Peter can’t take much more.

“Pete, I know you,” Johnny starts. “I know what kind of man you are. I know that you would never intentionally do anything to hurt someone else. I also know you have a habit of blaming yourself for things that aren’t your fault. I guess maybe it has to do with your parents leaving, which is totally on them. They missed out on a great kid! I just want you to know that I love you. And I know Gwen loved you, too. I also know that if she understood you at all, she wouldn’t blame you for this. You’re a hero, Spider-Man, and the best heroes are forged in tragedy. You fight with heart, because you have something to lose – and that’s what makes us human…so to speak.”

Peter chuckles, wetly.

“You’re gonna be alright, man. And you don’t have to shoulder it alone anymore. I’m here to stay. We have each other, from now on.”

 

  
Harry Osborn is being released. His medical team can’t help him in prison anymore. He needs to be hooked up to all these machines, pumped full of all this medication, observed, poked, prodded and turned into a zoo exhibit.

_And on your left, a goblin in its natural habitat. As you can see, it’s surrounded by mounds and mounds of riches it can never enjoy._

He heard Dr. Curtis, the Lizard, call him “The Goblin” the other night. He’d also heard Gwen and Felicia snicker about it. He guesses he can’t blame them. He looks pretty gruesome. Harry just tends to expect more respect from the people on his payroll. Though, he’s long suspected that Felicia Hardy – the Black Cat, herself – has an agenda that doesn’t quite line up with everyone else’s. Harry also thinks Felicia thinks she has Gwen under her spell, and she might, to a degree. But Gwen is definitely up to something. Harry might be bedridden for the next while, but he can investigate just fine without moving a muscle. He will not be betrayed by some bitchy, backstabbing girls who think his situation is a laughing matter.

As it is, Felicia is currently pushing his wheelchair to the car brought to transport him home in. She’s quiet, professional as always, and immaculate. He takes a deep breath, getting comfortable in his chair.

“Where’s your shadow today?” he asks, meaning Gwen.

She picks up on it immediately. Does he imagine it, or does her voice sound the slightest bit fond?

“I let her sleep in this morning, sir. She spent a great deal of last night training. Every day, she shows more and more improvement. Spider-Man doesn’t stand a chance.”

“I like the new hair, by the way. The white, it _s-suits you…_ ” He chokes out the last two words, before he’s overcome by another coughing fit. Pressing his handkerchief to his mouth, he tries his best to hide the evidence from Felicia, not wanting to give her any more ammunition against him than is technically necessary. He knows that it’s only his resources the Gentleman are interested in now. But if it comes to light that Harry is a weak link, his time as part of the initiative is over. He folds the white linen shut around the greenish fluid he’ll no doubt find there.

“Thank you, sir. I felt like a change.”

Outside, they’re both greeted by Dr. Olivia Octavius. Her specialty is molecular physics. She’s been helping Dr. Reed Richards develop a new antidote for the X-gene, to cure him and a few others of their ‘unwanted afflictions’. Naturally, no one knows about Reed and his group, except, of course, for Dr. Octavius and now the initiative. She’s been using Reed’s considerable scientific resources and Harry’s money to develop a cure for Harry.

“Mr. Osborn,” Olivia nods, her face carefully devoid of judgment. Harry respects that. She has her priorities straight. “My team of doctors are waiting for you. I’m here to administer the first course of medication and monitor your reaction. Do you understand?”

Her bright brown eyes and long, thick curls make her look like an inquisitive cocker spaniel. An inquisitive cocker spaniel in six-inch stilettos, a leather corset and blood red lipstick. Harry wonders what someone as smart as her feels the need to compensate for.

“I understand,” he answers.

Dr. Octavius and Felicia both help him into the car. He tries not to lean on them too heavily, but does sink back into the seat as soon as he’s comfortable. The windows might be tinted, but that makes Harry no less self-conscious. Olivia gets in next to him, while Felicia sits upfront, with the driver.

Out of a small, metal case, Dr. Octavius takes a syringe, filled with pale orange liquid. She preps it and then the crook of Harry’s elbow. He watches all this in detached fascination, willing it her to work faster and the medication to work. Finally, she poises the needle on a vein, locks eyes with him for confirmation (he nods once) and then pushes in and presses down on the plunger.

His veins catch fire. It’s like he’s burning from the inside out. He tries to grit his teeth against it, but the sensation is so intense that he screams. Did she kill him? Is this poison? Is the Gentleman finally taking him out of the picture?

But a moment later, the burning stops, altogether. Other than residual shakiness, he has no evidence of ever experiencing the sensation. She opens the lid of the case in which she kept the syringe. Smirking, she hands it him. it acts like a mirror – and Harry gasps audibly.

Other than the evident signs of exhaustion and malnourishment, Harry Osborn is back to his old self. Even his hair is how it once was, albeit filthy. He feels stronger than he has in months.

“Doctor…”

“You can call me Liv,” she cuts in. “I take it you’re satisfied with the results?”

He nods vigorously. “How…?”

“Let’s just say, mutations aren’t diseases. You cannot fix genetic coding, but you can cure their afflictions. Reed doesn’t have a chance in hell of curing his little mutant family situation, but you’re just sick. Of course, the medication will have to readministered regularly, but I’ll be on call.”

Her babbling is getting on his nerves already.

“Thank you, Dr. Octavius. I will personally see to it that you are suitably compensated. Felicia is still supplying you with enough funds for your work, as well?”

“Oh, yes. More than enough, thank you very much. We’re hard at work, producing as much of this medicine for you as we can. It is not a matter of how anymore, but a matter of when and how much…”

She drones on for a while, but Harry tunes her out. He’s too busy staring at his reflection. If only his father could see him now. Disappointment of a parent. He got what he deserved. Harry will never get the smug look on Norman’s face out of his mind when Norman told him his disease is genetic.

_Get fucked, old man. You never knew how spend your money, anyway._

 

  
He’s swinging through midtown, doing a sweep of the city, when his phone rings. Perching on the outside of some big office building or other, he takes it out of his pocket and answers it.

“Hey, Aunt May!” he answers brightly.

“Pe– Peter? You sound chipper?” her tone is suspicious.

“You’ll never guess who I ran into!” Peter says, still smiling from ear to ear. “Johnny Storm!”

“Oh, Peter! That’s great! He was always such a nice boy. I was sad when the two of you lost contact after his father’s death.”

“Same. But we found each other again! I’m headed home with him right now. He wants to take me to go say hi to Sue. Did you need something?” Peter spots Johnny, cruising along at airplane altitude to keep attention on himself to a minimum.

“No, dear. No, it’s alright. I just wanted to make sure you were alright after last night.”

For a second, he almost thinks she means when he nearly fell to his death, but then his heart sinks when he remembers his dream about Gwen. Shaking the sadness out of his head, he assures her he’s fine.

“Well, then, why not bring Johnny and Sue over for dinner tonight. I can make pasta?” May offers.  
Peter could kiss her. Best mom ever.

“I’ll ask them and let you know. Thank you, Aunt May. Love you!”

“Love you, too!”

He rings off and heads for the Baxter Building.

Johnny gets there the same time he does, motioning for them to land on the roof. Apparently, Peter’s suspicions were correct and Johnny had been out without permission. They creep in together, quiet as they can.

That is, until Johnny walks into a mop handle in the dark and stumbles, sending a metal bucket full of dirty water crashing down the stairs.

“You absolute menace!” Peter laughs, steadying him with a hand on to his chest.

“Hey, I don’t have spider-sense. That mop came outta nowhere,” Johnny counters.

In the small space of the landing, the two of them are very close together. Peter, being able to see perfectly in the dark, wonders if Johnny has always had such an incredible jawline.

“FLAME BRAIN?” a voice like an earthquake yells up the stairs.

“Uuuhhh… Hey, Ben!” Johnny calls back. “You, um, sleep alright last night?”

“Sue’s going to kill you!” Ben calls back.

“Shit.”

The two men make their way down to meet Johnny’s doom.

“ _Jonathan Andrew Storm, what the actual fu_ –” Sue loses steam at the sight of Peter.

A mountainous man at Sue’s side, seemingly made entirely of solid rock, widens his beady eyes and looks from Sue to Peter.

“Hey, Sue,” Peter says, in a small voice.

“Peter…?” she breathes, taking in his Spidey suit, minus the mask. “Peter Parker?”

He smiles. Next thing he knows, he’s being pulled by some unseen force, right into a bone-crushing hug. She holds onto him for dear life, rearranging his spine in the process.

“Look how big you got!” she cries. “Oh my god! You’re so _handsome_! And you’re SPIDER-MAN.”

“I missed you, too, Susie,” Peter says, hugging her back.

She lets go of him, but only to look him over one more time. Peter gives her a once-over, too. Sue Storm was always pretty, but now she has this adult look to her features that so becomes her. She looks no less mischievous than when Peter saw her last, though. Maybe a little more so, since the circumstances of their parting had been so dreary.

“You’re…kinda hot now. Johnny, you should date _him_ ,” Sue deadpans, headed past Peter.

“Sue, _what the hell_!” Johnny calls after her.

“Gym, Johnny!” she calls back. “Now, and I might forgive the whole media circus you caused last night. Reed is waiting.”

Johnny turns to Peter. “Wanna come to training?”

“Aren’t you tired?” Peter wonders, yawning.

Johnny takes him by the hand and leads him across what looks like the lounge area and into a corridor that looks like it leads to sleeping quarters.

“Storm, if you’re taking me to bed with you, I’m gonna have to turn on the brakes. I’m still getting over–”

“Gwen? Figured. I was going to give you a Red Bull and some sweatpants, actually.”

Peter blushes. “Oh…”

Johnny grins at him. “Though, now you brought it up…”

“Eat shit, Storm!” Peter punches him in the arm.

Five minutes later, Peter has donned a pair of sweatpants, a t-shirt and downed two cans of Red Bull. He feels…like shit – but ready to go, in any event. The two men walk in on Sue doing functional training with Ben.

Peter watches as she appears to push Ben across the room, with thin air. She hardly breaks a sweat, her muscles seeming to strain comfortably. Ben digs his feet into the floor, which Peter sees now is made from a really weird, carpet-like material that probably affords everyone grip, and pushes back at Sue. She pushes harder, gritting her teeth with the force of it. Finally, she spots her brother and his friend, winks at them and then stops pushing. Ben goes sprawling. He makes a noise of distaste and makes to get up, but Sue’s there: with a solid lift, from the knees like a pro, she has him up in the air and levitating halfway to the ceiling.

Peter takes a run-up and jumps, latching himself to the wall, and starts climbing. When he levels with Ben, he pushes himself away from the wall, makes himself thin and arcs through the air like an Olympic gymnast. He comes to perch lightly on Ben’s stomach.

“Peter, are you even up there?” Sue calls. “I feel nothing. No added weight. Is this a spider-thing?”

“Yes,” Peter says.

“Fascinating…”

“You’re not putting him under a microscope, Sue. I said no,” Johnny says.

“I would…never…”

“Yeah. Mm-hm.”

Sue pouts, putting Ben and Peter down.

Training with Johnny is great. He’s strong and agile and super fast. It’s a challenge for Peter, keeping up with him. They train for hours. Reed finally comes in through a door Peter hadn’t noticed, holding some kind of material. He hands it to Johnny and then comes over to Peter, holding out more. This batch appears to be red and blue.

“I, um, hope you don’t mind,” Peter is taken aback by Reed’s British accent, but figures he’ll keep the wisecracks to himself, “but I found your suit in Johnny’s room. I was interested to see what it was made of. The technology embedded inside is impressive. Stark, I presume?”

Peter nods.

“Well, the material itself is a little…”

“Crappy?” Peter offers.

“Dated,” Reed decides. “I have constructed you a new one. It has the exact same system, though that, too, could use some updating. I added something I think you’ll enjoy to the mask. If not, you can return it and I will fix it. I hope I did not overstep.”

He watches Peter nervously. Peter smiles at him.

“No overstep. I appreciate it, man. No one’s ever looked out for me like you guys before.” He holds the new suit out to inspect it. The material is strange. Peter has never seen anything like it. It’s at the same time lighter than his original, but also tougher. It stretches like crazy, but also looks like it’ll fit him exactly. Stripping down to his undies, right there and then, he tries it on.

Reed, his eyes wide, turns his back. Sue smirks at him and then eyes Peter like she’s sizing him up. Peter looks for solace from Johnny, but his friend is also staring.

 _Spectacular_.

He gets the new suit on as fast as he can. It fits like a glove, but somehow there’s also endless room. It’s far more comfortable than his old one – and the mask! It moves with his slightest facial expression. When Peter looks up at the fluorescents, the eyes polarize, to cancel out the glare. He loves it.

“I love it, Reed. Thank you so much!” Peter goes in to hug Reed.

Suddenly, something presses against his chest, keeping him back. At first, he thinks it’s the suit, but then he looks down and sees it’s a hand. Reed’s hand. Attached to his arm – which is currently spanning the four-foot distance between them. Peter’s eyes go wide. So do Reed’s. He pulls his arm back, straightens himself out and clears his throat.

“I am…pleased…that you like it. You are free to keep it. Any, um, friend of Johnny’s, is a friend of ours.”

And with that, he excuses himself. Back at the amazing vanishing door, he turns around and faces Johnny.

“Johnny, I have analyzed the media footage from last night and would like to discuss with you your new suit at a later stage.” He points, stiffly, at the piece of fabric in Johnny’s hands.

“I’ll come by after lunch, okay?” Johnny offers, kindly.

“Appreciated.” The door closes behind him.

“…Was it something I said?” Peter looks from Johnny to Ben to Sue, the awkward silence suffocating him.

“Reed’s not big on touching,” Sue says simply, making a face. “Also doesn’t like sudden movements or public displays of affection.”

“Got it.”

“He’s a sweet guy, really,” Johnny says. “Just not very, uh, flexible…”

**Notes for the Chapter:**

> i love gay


End file.
